Siege Tactics
by Sybil Silverphoenix
Summary: The time has come to bust down the doors of the Latverian Hydra fort... Will the mission go as planned? Or will unforseen forces create too many problems for Steve Rogers in his latest attempt to save his old friend Bucky? The X-Men and Avengers team up in this action-packed installment.
1. Chapter 1

**Calm before the Storm**

Summer is winding down, and Steve can feel Autumn is just around the corner even now in early September. He is outside with a group of kids of varying ages… hell, they're all kids compared to how old he is… enjoying the warmth of the lazy afternoon out in the estate gardens. They are drawing the various plants to be found in this locale.

Steve had thought he would be of little use as an art teacher, but quickly discovered his analytical nature and patient attitude helped him connect with his charges. At first it started out with a few students following him around with sketchbooks then Steve had to come up with a lesson plan… of sorts… to actually try and 'teach' them something other than just sitting down and doodling. When he was younger, Steve learned to draw by blocking out shapes… so now when he looks at things, he sees shapes as well as planes and angles. It has become second nature to him and quite handy when he makes snap decisions before throwing his shield. He is trying to instill this way of looking at everything to his students. Steve noticed how those struggling to draw are now starting to grasp the basics and are actually improving in their doodles.

He then talked about color and how individual colors inspire moods, like how Blue calms while Red energizes. He then talked about how colors work in concert with each other, even altering the hue of one another in certain contexts. Now he can't help but look at the world differently yet again… only this time in terms of color and all the subtle nuances of varying shades. He finds it fascinating that Natasha's eyes would shift in color with her moods as she occupies his thoughts everyday. He hasn't seen her since she returned to the Tower with the others…

Steve understands that it is harder for her to move freely about now, but he just wishes that she'd come upstate for a visit. She does call him every night and gets Steve to talk about what is happening, how he is getting on with the various X-Men, and how much he misses her. He avoids talking about Bucky. Natasha tells him about the going-ons in the Tower… though both talk in vague terms… after all, someone maybe listening. Natasha does go into explicit detail about some of things she is going to do to him when they do finally get to see each other and Steve has dropped his Starkphone too many times to count because of such talk.

Steve shakes his head clearing his mind of such memories as he walks about looking at what each of his half-dozen students are drawing. Marie, who he learned is also know as Rogue to the rest of the school, is drawing a red rose that is growing up the archway to the garden entrance. She smiles shyly and blushes as Steve complements her good work so far. She has real talent and he has encouraged her to frame her artwork so as to hang it up throughout the school. Steve finds her mutation somewhat unfortunate especially in such a lovely young woman. He has treated her with the utmost respect she deserves as he gives her positive feedback and gentle encouragement… but he knows she has developed a crush on him that he will have to deal with at some point. The looks from a young man known as Iceman have been an indicator of this.

Steve then walks around and looks at what Colossus is sketching… a row of hastas that serve as a border around one flowerbed. Steve learned this young man's real name is Piotr Rasputin. He gave up on saying Colossus' name properly so he calls him 'Peter' when the young man starts to act out which isn't often around Steve.

There is a great deal of mutual respect between them because they've been sparring three times a week since Steve 'moved-in'. He has been tempering Colossus by having the young man teach self-defense to the younger students. Charles approved since it keeps Colossus' restless nature in check by giving it an outlet. The young man has proven to be respectful and helpful to everyone smaller than him. It warms Steve's heart as he thinks how Dr. Erskine would be proud of him for helping others find the good heart they have within.

Steve walks on and finds Kurt perched on a retaining wall focused intently on the indigo-hued columbines he is drawing… or attempting to. Kurt has been having trouble sketching with a regular No. 2 pencil, so Steve got him some charcoal sticks which are a little larger and longer. They fit better in Kurt's large three-fingered hands and he does rather well at drawing broader, lengthier subjects than those with lots of fine detail… like a columbine flower. Steve encourages Kurt to sketch one of the Japanese maple trees that are growing behind the flowers in the center of this flowerbed. Kurt nods and complies then uses the knife he is holding in his tail to sharpen the stick to a finer point as he turns to a blank page with his left hand.

This multi-tasking movement that Kurt does carries over into everything Steve has noticed. He has made it a point to spar with Kurt for one hour everyday in the late afternoon… and what a challenge Kurt has proven to be! Steve was worried he would hurt Kurt at first but then the indigo-skinned Mutant wound up teleporting around him in a dance-like way and Steve realized he had drastically underestimated the blue devil. Steve had to put his back to a wall, literally, just to defend himself. He managed to catch Kurt off guard ten minutes in and punched him in the solar plexus just hard enough to stun.

Ever since that first sparring match… Steve has had Kurt come at him armed with three knives, one in each hand plus his tail. The sparring sessions last the whole hour with Steve in the defensive until Kurt tires enough to get sloppy then Steve ends it. Both always wind up walking away with minor injuries. Steve gets cuts while Kurt gets bruises… yet they both come out even better skilled for the experience.

Steve walks over to a studious looking Dr. McCoy, who sits in twice a week until lunch time… claiming the sketching relaxes him. He has his glasses on as he looks intently at an iris, sketching lightly with a light blue colored pencil in his right hand as he holds his small glass of Scotch-on-the-rocks in his left. His sketchpad is positioned on an easel as he sits perched at the end of a stone bench near the center of the garden.

The two men chat about the lovely late summer weather (thanks to Storm) while Hank sips at his adult beverage and draws. Steve has to admit… Hank puts him to shame when it comes to drawing realistically and Steve is really frigging good… so he strolls away before he starts to feel jealous. Steve can't hold anything against Hank though… the blue guy has been a tremendous help in figuring out how to be a teacher. If it wasn't for both Hank and Charles' help, well, Steve fears this art class of his would be more awkward than his first kiss with Natasha on that escalator.

Steve then approaches the young Asian girl who turned out to be a huge Hulk fan. She is doing a very stylistic rendering of sunflowers with her colored pencils like Hank with his irises. Her and Colossus both draw more 'cartoonish' works than actual realistic drawings. Colossus' style is more bold and clean cut with black outlines while Jubliee's is more flowing and open since she uses shading and darker colors to define her outlines. Steve has stressed they learn to draw realistically… and they can, but they always default to their personal styles. Steve stopped stressing a few sessions back and he is reluctant to admit that they are doing very well. He praises her skill all the same and moves on as she smiles at him.

Steve then comes to a young boy everyone calls Cipher. He is glaring his frustration at the rock he is attempting to sketch as Steve strolls up. He has found Cipher sitting in front of the huge flatscreen TV every morning. Steve has since learned the boy doesn't sleep and his mutation allows him to 'speak with' and control anything electronic. Appliances like the refrigerator, TVs, computers, vehicles of all types, phones, security systems… hell, the Internet even… all these things plus more are within his influence! This kid would be scary dangerous if he was learning anywhere else but here. So Steve had gotten him to join his Art class so he can have more one-on-one time with the boy.

"This would be funner if I could talk to the rock." Cipher grumbles as he scribbles on the page then huffs as he tosses the sketchpad and pencil to the side.

"It's not about talking to Nature, Art is about looking at Nature and seeing what is there then interpreting it onto the page." Steve says with a friendly smile as he slowly retrieves the pad and pencil. Remember what I said about shapes?" Steve then asks as he sits down next to the boy.

"Yeah." Cipher says meekly as he rubs the toe of his sneaker on the paving stones below his feet.

"Here… just look at the rock and see how it comes to a point up there then flattens back and slopes down the sides… it kinda looks like a leaning TV remote doesn't it?" Steve says as he points at the large stone sitting as the focal piece in a circular flowerbed.

"Yeah… or one of those old cellphones from the '80s… if you tilt your head just right to line that tree up over there to be the antennae." The boy says as he tilts his head to the side.

"I wouldn't know, Kid. I was on ice for that decade." Steve says with a chuckle as he mirrors the head tilt. He can see the boy's reasoning for the analogy though. "How about you draw that rock to look like either one of those things?" Steve suggests with a warm smile as he looks to the boy.

"TV remote it is… since TV seems to be the foundation of American life nowadays." Cipher says as he smiles at the joke.

"Just gotta find your angle, Kid." Steve says as he stands and ruffles the boy's shaggy hair. He walks on as Cipher eagerly starts to doodle a remote sticking out of the ground. Steve then finds himself thinking again of his past nearly three months here at the school.

One day, a week ago, Steve asked his students to design their own 'superhero' costumes. He told them to think on how it would look, if there would be armor or not, whether they'd have a cape or no, and what colors they would use. He allowed them three colors at the most.

Colossus drew up a rather well-rendered work of himself practically shirtless to showcase his metal skin as he hefts a boulder overhead. Marie/Rogue drew herself in a skin tight ensemble that she colored green and white with a stylish black and green hoodie jacket over her torso. As he had looked at each student's work though, Steve had come to realize they needed to learn proportions… and the best way to learn that is to study people. So he has his class of around a half dozen students plus Hank outside warming up on the plants… now that they've been out here for awhile, he is about to throw the curve ball at them.

"Okay, everyone… time to turn to a new page and gather around me." Steve says after another ten minutes. Everyone moves to take their new positions in the open courtyard at the center of the gardens. "I've got something new for you to draw today." Steve starts calm and collected… but deep down he is getting more and more nervous. He can't believe he is actually going to go through with this. As such thoughts start to spiral in his mind… Jean Grey, well now Jean Summers, comes out wearing a green robe with gold accents on the black trim. Everyone stops what they are doing and watches Jean curiously… though some of them watch intently.

"Mrs. Summers has agreed to help me teach you all about proportions on the female form. We will all be drawing her in various poses for the next hour, practicing quick sketching then we'll take a lunch break and return to do a lengthy singular pose to sharpen our skills." Steve says as he sets a timer for one hour while Jean removes her robe to reveal that she is wearing a green bikini with black and gold accents.

Steve adverts his eyes on instinct due to his manners, as Jean disrobes then she strikes a pose. She holds it for ten minutes then moves into a new pose and holds that one for ten minutes… she does this for the next hour. As Steve walks around inspecting each student's sketches, he can't help but look at Jean. He feels foolish for being so nervous about looking at her… though she is in rather flattering swim-wear.

_'Man, swim suits are so much more appealing today than they were back in the '40s.'_ Steve can't help but think. Jean restrains a giggle but doesn't stop the smile on her face and Steve apologizes in his head for his 'observation'… after all, she is married to Scott and he has Natasha. So Steve lets it go, and as soon as he does… everything becomes less tense, less constrained. He just sees a figure waiting to be drawn. Jean shifts poses and Steve continues to walk and inspect his students' sketches then before too long… the timer goes off.

"Time for some lunch." Steve says as he silences the chiming timer and everyone puts their pencils away then leaves their sketchpads where they were sitting to mark their places. They move indoors making a beeline for the kitchen. Steve lingers as Jean slips her robe back on.

"We should run through a Danger Room session together tonight… if you aren't that busy that is?" Steve says as he approaches her. Jean looks at him and her eyes study him closely. Steve can feel the 'brush' of her mind on his thoughts. He just wants to gauge how she does in a battle situation which he has yet to see her in combat of any kind. He is wagering that she'd be formidable on her own.

"I shouldn't." Jean says and looks away as she shakes her head slightly.

"Why not?" Steve asks curiously and with some concern.

"Because if I let my powers loose, I'll attract too much attention to myself… and trust me… that isn't something we need right now." She replies.

"But if you keep restricting yourself, your powers will manifest in your sleep to a very noticeable degree. Me and Scott have talked about the lead up to San Francisco over four years ago." Steve says. He is genuinely concerned for her well-being as well as that of everyone else. "Him, Logan, and Xavier have told me all about this 'Phoenix Force' that possessed you… and you have told me about the woman named Phoenix. I understand-"

"You can't possibly understand what I went through. No one can." Jean says in a harsh whisper cutting over Steve's words sharply. Her dark green eyes bore into him and he feels the push from her combined telepathic and telekinetic abilities. Steve sighs and lowers his head.

"Let me rephrase that…" He starts then looks up at her as he uses his Captain's voice. "I know what it's like to suddenly be able to do impossible things… now my enhanced abilities may be a far cry from your own, but the point is the same… With great power, comes greater responsibility. So far, Jean… you are one of the most powerful Mutants I've ever met. You use your talents to help keep the basic things going around here.

"But you need to train for combat and focus on discipline so you can control your emotional self to do what needs to be done with a clear head. Please, let me help. I just need to see what you can do… then I can give you pointers to improve. So what do ya say?" Steve then asks as he finishes with a friendly smile. Jean considers his words for a moment.

"Okay… but it'll have to be after your class is over." Jean replies solemnly. Steve has a moment to consider this for he knows he has a sparring session scheduled with Kurt after class, but then he gets the idea of bringing Kurt to act as a wildcard.

"Alright. I'll see you after class then, Mrs. Summers." Steve then says as he nods to her and heads off inside to eat.

* * *

><p><em>Later on that afternoon in New York City…<em>

"This cannot be right!" Thor's booming voice echoes through the Common area. He and Clint are watching something on the History Channel about Ancient Egypt and aliens. Clint has made his opinion clear that he thinks aliens helping to build the pyramids is a load of shit… Thor on the other hand had went on and on about some alien race that Clint can't begin to pronounce who had had dealings with that region of Midgard for twenty thousand years then just stopped sometime around four thousand years ago… retreating from Midgard never to be heard from again.

"I still say Humans built all of it." Clint grumbles.

"I cannot vouch for that… but of what I am speaking of this instant is _that_." Thor says and points to the Sphinx. "My father told me and Loki of the Great Beast in the sands of Midgard when we were children. It was mighty indeed! With the body of a lion and the head of an eagle!" Thor goes on… and of course he never forgets to mention Loki even if it is only in passing. Clint rolls his eyes.

"Well they say it was recarved at some point thousands of years ago." Natasha says as she strolls in to check on the commotion. Bruce, Jane, and Selvig are busy working on the 'Starkgate' and Tony is busy in his lab working on that project as well or something else… it's hard too tell since he tends to lock everyone out of his sanctuary.

"So did your dear ol' dad do his share of traveling the Nine Realms too?" Natasha asks curiously of Thor.

"Aye, Lady Natasha. Odin was known as the Wanderer in his youth until his brother Cul died in battle against Trolls on Nornheim… then my father and his younger siblings Tyr and Freya returned to Asgard. That is when Odin became King and All-Father." Thor then pulls out something that looks like a wallet but it is solid gold. He unfolds it until it opens up to reveal a large painting… a portrait of what looks like Thor standing tall and stern with a taller man to his right with a broader build and reddish brown hair and a woman with raven hair and piercing blue eyes to his left. They are all dressed in their finest armor and leathers.

"Holy shit! It's Xena!" Clint exclaims as he does a double take of the painting. He is starring at the woman with surprise.

"That is my Aunt Freya…" Thor says as he looks at the woman in the painting more closely. "Though after watching that show with you, Archer, I must say you are right… there is a resemblance."

"She looks a lot like someone else we know…" Natasha says flatly and the two men look to her curiously. "Loki." Clint is confused but Thor frowns and looks away.

"Aye… that is no coincidence either." Thor says solemnly. He sighs then looks at the painting once more. "After Loki fell from the Bi-Frost… my father told me everything concerning my brother's parentage. Loki is half-Jotun and half-Aesir. His true father was Laufey, last King of the Frost Giants… and his true mother… was my Aunt Freya." A silence falls over the trio then… only the sounds of the TV disrupt the somber mood.

"So you and Loki are cousins." Clint says then gives a dismissive shoulder shrug.

"That maybe so… but I will always see him as my little brother. Nothing can change that." Thor says sadly and the pain is written upon his features.

"I guess his killing spree here on Earth was nothing then." Clint says with some heat as he stands.

"That tested my bond with him… but he reproved his prior actions by aiding in the battle against Malekith. Loki died with Honor. I shall strive to live doing the same." Thor says a bit testily as he too rises.

"One good deed doesn't erase all the bad." Natasha says flatly to Thor as she fixes him with a stern glare.

"Aye… but learning from those past misdeeds and moving forward to seek amendment is a good start. Wouldn't you agree, Lady Natasha?" Thor says a bit calmer as he turns to fix Natasha with a look. Natasha flinches for a split second. Thor doesn't notice it, but Clint does. Those words hit a little too close for comfort with her.

"Are you sure he wasn't lying the whole time?" Natasha says icily. Thor's eyes narrow on the redhead.

"His final words were no lies. He muttered his apologizes and declared he had done his last great trick for our mother, Frigga." Thor says and his eyes shimmer with unshed tears though anger paints his handsome face.

"Is this a bad time?" Tony suddenly says as he comes strolling in looking at the three standing around the couch area.

"We were just talking about He-Who-Must-Never-Be-Named." Clint says speaking up as Thor and Natasha continue to stare one another down.

"Ahh… I see. Well enough about Professor Snape." Tony says dismissively as he strolls through the open space. "Clint, I need you to head out and give this new toy to Peter." Tony says as he stops before Hawkeye. "Suit-up and make it a business venture." Tony adds as he hands a key on a key chain with Spider-Man's logo on it in red and dark blue to the spiky haired blonde.

"What the hell is this to?" Clint asks as he holds the key out.

"Glad ya asked… follow me, Hawk Boy." Tony then says and Clint follows. They go up to the quinjet hanger which Tony has been calling 'The Garage' and then Tony comes to stop in front of a sleek looking bike. "Ta-da!" Tony says as he pulls a jazz hands maneuver.

"A bike? You're giving that kid a bike?" Clint asks incredulously as he inspects the ride. It is black with red accents and chromed webbing on the tank and back fender.

"This sweet baby can go fast enough to climb walls. It even has handy web-shooters built in at the base to create a line to ride on. See the grooves in the tires?" Tony says as he gets into his zone at explaining the features.

"Yeah?" Clint says as he takes a closer look at the front tire.

"Those ride the web line and they can even split out and it will become a four-wheeler if need be that can move on any terrain." Tony says with a grin.

"I am so jealous right now." Clint says while looking at the bike.

"If you're good… I'll make you one as well, Birdie." Tony says.

"Mine's gotta fly though… that's the one stipulation I have." Clint says as he straddles the bike and gets a feel for the seat and handlebars. "Oh yeah, I like this. Mine will also require an autopilot so that I can shoot as I go." Clint then adds as he sits back and tests his aim.

"Enough gabbing. Pete's on the West Side. Oh and if ya wanna drop a web line…" Tony says as he points down at the spider logo on the top of the tank. "Press that."

"Give me ten minutes to go down and get suited up-"

"No need to go down when the suits are already here." Tony says as he walks over to the back wall of the hanger. He presses his thumb to a button and two doors slide apart to reveal his Iron Man suit. "Try your luck, Hawkeye."

"This is definitely the one thing I love about my job…" Clint says with a smirk as he looks at Tony while pressing his thumb to another pad a couple of meters away from Tony. "All the coolness of James Bond… in real life." He grins as his suit, quiver, and retractable recurve bow appear from behind a pair of sliding doors.

"Are you saying I'm Q?" Tony asks and blinks rapidly in feigned offense.

"Well, I am one of the Super Spies/Assassins, remember? And you _are_ the Tech Guy… though Q ain't got nothin' on you." Clint says through his smile.

"Alright, I can live with that." Tony says as he wiggles his head after considering the comparison for a few seconds more then turns away to look at something else. Clint chuckles as he looks back at his suit then steps inside to change.

* * *

><p>Steve, Colossus, and Kurt are on their way to the Danger Room down in the second subbasement. They are all dressed in sweats and tight t-shirts. Steve's shirt is blue with a white star on the front, Colossus' shirt has no sleeves and is a deep red, and Kurt's is black with a big red 'V' going from his shoulders to his navel. Steve has his shield and Kurt is has strapped his knife belt on for the small dagger at his lower back and the two side sheathes secured around his thighs by straps above his knees for the slightly longer fighting knives. The sheathes on his thighs will act as added protection when Kurt fights. Colossus comes bare handed.<p>

Steve and Colossus enter the Danger Room and see Jean standing there in her new X-Men uniform of black leather with green accents on her upper arms, outer thighs, and sides. There is gold trim and gold zippers… real gold since it isn't magnetic.

"I feel a little under-dressed now." Steve says with a smile as he takes his stance. Colossus takes his stance as well after metaling up. "Let's begin!" Steve says as he throws his shield and Colossus rushes in… but the shield stops midway and Colossus freezes in place.

"I told you… I don't need to this." Jean says as she just stands there and looks at Steve. Him and Colossus both then feel themselves being drawn up and frozen into place by an unseen force. Only their eyes move as they breathe.

"Very good." Steve says impressed. "This is an excellent way to deal with a frontal assault." Kurt then teleports in directly behind her. He moves to tag her in the back with the pommel of his left knife, but he freezes mid-stab. Jean then calmly steps forward.

"As I was saying… I don't need this." She says sadly then lowers her eyes and blinks. Steve, Colossus, and Kurt are able to move of their own accord then.

"Still… it never hurts to spar." Steve says to her as he offers out his hand. "You did better than what I was expecting." Jean looks at his offered hand then slowly takes it and they shake hands.

"Thanks." Jean says and smiles… then a distant look fills her eyes as she zones out for a second. "The Professor wants to speak with you… in Cerebra." She says gravely to Steve.

"Alright. I'm on my way to him." Steve responds then turns away and leaves. Steve enters Cerebra as the doors open at his approach. He walks with his shield on his left arm dressed as he is to meet with Charles Xavier who is removing the skullcap and turning his hover chair around to face the Super Soldier.

"I have some troubling news." Charles starts and his face is grim. "It seems our target has caught on to my prying early on. They have moved much but there are two things there of interest… your old friend, Bucky, and an alien weapon which was first seen in the hands of a certain Norse Legend."

"They have Loki's scepter?" Steve asks as this is the first time he has heard of it being there… in the hands of Hydra. Of course, it wouldn't get destroyed! The government keeps everything of interest for future study, so they can replicate it. Steve frowns as he thinks on that for a second.

"They are planning on using it to unleash the Phoenix. We must got it away from them and-"

"Destroy it. None of this 'lock it away' crap." Steve cuts into Xavier's words using his Captain's voice. "Don't worry… we'll stop them. I need to make a couple of phone calls and suit up, but I'm going to need Storm, Logan, Scott, Kurt, and Colossus to suit up as well… Jean's already dressed and ready to go. We'll be heading out as soon as my three show up."

"Very well then, Captain." Xavier says with a nod and he stares off for a split second then blinks and adds, "But I'm not sure we possess the power needed to destroy that scepter. We may have to seek outside help in that matter."

"Who do you have in mind?" Steve says still in his Captain's voice.

"You shall soon see." Charles says with a playful glint in his blue eyes. He can tell Steve isn't fully trusting in that claim, but he is willing to give Charles the benefit of the doubt.

"Very well then. I've got some calls to make." Steve says and walks briskly from the Cerebra Chamber.

* * *

><p>Natasha had slipped away from Thor in the Commons before their conversation could go any further. Tony was the perfect distraction too. She really doesn't want to get into an argument with Thor over Loki, but such a thing seems predestined since every conversation they have had nose dives in that direction. So she has avoided Thor purposefully since he arrived, but that is getting harder and harder as the days go on.<p>

If Loki had meant what he said, then he really did want to die. Only those truly wishing to die would rush out ahead screaming _'Here I am! Kill me! Kill the monster!'_… was that really Loki all along? Suicidal? She knows what that is like… she also knows what the urge to survive is like as well…

_'No.'_ Natasha narrows her eyes as she thinks. _'There is one single truth I know about the deposed prince…Sure, he has a constant need for attention… but his magic works best when there are no eyes on him since it's based in quantum physics. The Vikings got a few things right as well… Loki is a contradictory, manipulative bastard. Too bad he isn't funny… then he might actually be amusing.'_ Natasha then smirks at the thought but then her face is schooled back into her mask. _'Instead, he was just a pathetic child.'_ She then thinks. Her Starkphone rings playing out the crescendo to the classical song '1812'. It's Steve… she made this his ringtone because it amuses her and the quick tempo gets her heart to quicken like when he's close.

"Yes, Rogers." She answers coolly in her husky tone though she allows the smile to bleed in.

"Natasha… Suit up. I need you and Hawkeye here. We are _'Ready for the Siege'_." He says using the code term they agreed upon when he last seen her in person.

"Yes, sir, O Captain… my Captain." She replies playfully and hangs up… every second counts so she quickly slips into her catsuit and loads up her guns, ammo, and throwing knives. "JARVIS inform Clint that he needs to suit up and meet me in 'The Garage'." She says as she checks her Widow Bite gauntlets and places a dagger in each boot.

"He has already suited up, Miss… but I am afraid he is out of the Tower at the moment." JARVIS replies coolly from the ceiling.

"Call him, txt him, just tell him he needed to be here five minutes ago." Natasha says as she leaves her apartment. The door locks automatically behind her and she walks briskly towards the elevator.

"Mr. Barton will be arriving at the Tower shortly. I have informed Mr. Stark to tell Mr. Barton of your urgent need, Ms. Romanoff." JARVIS then says as she gets into the elevator and heads up going straight for the hanger floor. She rolls her eyes at the thought of Tony now knowing that her and Clint will be heading off to help Steve. Walking over to the quinjet, she double-checks everything then checks the supplies on the quinjet. Nearly ten minutes later and Hawkeye comes hurrying on board.

"I swear you'll be late for your own funeral." Natasha says with a smirk as she eyes Clint.

"Sorry, running a Stark errand. You know how those tend to go." Hawkeye says as he seats himself in the pilot seat and starts flicking switches to power up the quinjet's systems. He activates the invisi-shielding then presses the vertical take off button and throttles up as Natasha buckles in next to him in the cockpit.

"You know I do." She says casually as they lift off and head out through the now open hanger doors. They fly low enough over the city to be under the air traffic yet high enough to avoid helicopters and other low-fliers. In less than two minutes they are zooming north out of the Big Apple towards the Xavier Institute further upstate.

"I bet you're excited to see Steve again." Clint says with a knowing smirk as he chances a glance at her. She smirks.

"I am… it's just too bad I won't get to enjoy my time with him until we get back." She says in her husky tone as she deepens her smile. Clint goes silent for a few minutes after that.

"Steve is a good guy, Nat." Clint then says his voice going serious. "And… he is good for you… in that he will be able to help you be honest with yourself. It's taken me ten years to realize I can't be that for you. I was just meant to show you a better way by giving you a third option that day in San Francisco. I just want you to be happy… that's all." Clint then finishes and goes silent. Natasha is her topical stoic self next to him. Clint then sighs.

"Well, since I got that off of my chest… can we be friends again?" Clint then asks and gives Natasha a curious look.

"We'll always be friends, Clint." Natasha says warmly to him and he looks over to see her smile. It makes him smile in return… and for the first time since Clint's hostage moment, it feels like things are back to normal.

"I guess that means no more benefits between friends then, huh?" Clint says jokingly as he hedges a nervous chuckle.

"You know we haven't done anything close to that in years." She says and gives him a pointed glare. Clint sighs once again.

"I know." He replies a bit sadly. They continue on in an easy silence.

* * *

><p>Steve is outside on the edge of the field suited up and ready to go as the quinjet appears suddenly overhead when the stealth mode goes off. He smiles excitedly as the rear door lowers and Natasha steps out. Her hair is shorter, much like it was when they fought side-by-side against the Chitauri over two years ago… and of course she is in her form-fitting catsuit. He notices the changes made to it as he rushes up and catches her in his arms.<p>

"I like your hair. It's lovely." Steve says then captures her lips with his before she can reply with more than a smirk. The kiss is heated but mostly chaste. They pull away and smile at one another.

"I missed you too, Captain." Natasha says low in her seductive husky tone. She rubs her thigh just right at the juncture of his thighs and Steve can feel his blood rushing to his lower body instantly. He squirms a little with her in his arms and Natasha just grins at him.

"Hey now… we've got a mission to run first." Steve says trying to use his Captain's voice but it breaks at the beginning.

"And after it… do I get to do whatever I want to you?" Natasha says in a near-whisper as her voice gets perfectly sexy. Steve flushes a bright red instantly and stammers out his reply.

"Um, ah, yeah, yeah." If Steve was holding his Starkphone, he would've dropped it by now.

"You love it when I'm on top." Natasha says as her lips curl into a knowing smirk that causes Steve's heart to race. Her eyes are green he notices… meaning she's in a really good mood.

"You know it." Steve says trying to regain his composure and he kisses her once more. Soft and sweet.

"Get a room you two." Hawkeye says chuckling as he walks past. They just look at the archer as he walks away towards the school.

"He seems to be in a better mood." Steve says.

"He and I talked… we're on speaking terms again so everything is almost 'right as rain'." Natasha says and then Steve leads her towards the school.

"That's good to hear." Steve says with a smile.

* * *

><p><strong>AN:** This chapter runs parallel with chapter 1 of my **Tangled Webs** Spider-Man fic. If you are curious to know Spider-Man's reaction then feel free to check that fic out :)

I do hope this has peaked your interest, Reader. More to come.


	2. Chapter 2

**Infiltration on many Levels**

Soon the team Steve assembled is in the War room down in the school's second level subbasement. The X-Men are in their new black leather uniforms with colorful accents. Storm's has silver accents at her upper arms, outer thighs, and sides with white trim. Her cape is black on the outside and silver on the inside. Colossus is in a tactical vest, leather pants and has fingerless gloves on his big hands. There are dark red accents at the palms of the gloves, outer thighs on the pants, and sides of the vest with silver trim. Nightcrawler has a tactical vest on over his long sleeved leather top with fire engine red accents at the forearms, sides, and outer thighs. There is gold trim and zippers as well and his daggers on his outer thighs and lower back. He wears specially made fingerless gloves as well. Wolverine's uniform has accents of dark goldenrod and silver trim. He stands on Steve's left while Black Widow is at Steve's other side.

Jean is on the opposite side of the hologram table they are all standing around looking down at a model of the Latverian fortress intently. Scott is to her left with his arm around her waist as she leans into him. His uniform has navy blue accents and silver trim. Sam is suited up between Hawkeye and Storm whom he has been eyeing every so often, but she just keeps giving him the cold shoulder.

"Okay, people… this is what's going to happen…" Steve says sternly in his Captain's voice and all eyes fall on him. "Storm." Steve starts and looks to her. "You will provide the cover as we come in and strike. You will sit here on the outskirts." Steve says as he points at a cliff on a mountain ledge opposite the fort but a little more to the south on the holographic table. "You won't jump in unless it is absolutely necessary."

"Got it." Storm says as she nods her head at Captain America.

"Falcon." Steve says as he looks at Sam. "You will circle out wide keeping your eyes out for incoming Hydra reinforcements and your ears open for reports from the two infiltrating teams."

"Will do, Cap." Falcon says with a nod of his helmeted head.

"Infiltrating Team Alpha will consist of Black Widow, Hawkeye, Cyclops, and Wolverine. Black Widow will lead Team Alpha and Hawkeye will enter first at this point." Steve says as he gestures to a spot on the outer wall between towers. "He will then head for this highest point here and hide out keeping us all informed of hostile movements. Should back up need to be called in… call Falcon first. Storm only if the need is dire." Steve says as he looks to Hawkeye.

"Can do." Barton says as he nods his head and adjusts his shades.

"The rest of Team Alpha will enter through here." Steve says and points to a rock outcrop a little lower on the mountain where the sewer drains out. "A hidden access door is located there to maintain and guard the sewer. There's a guard there, but Jean will telepathically ensure you enter unseen by the security team. Nightcrawler will teleport you just inside the door. Black Widow… hack in to their systems and upload Tony's little gift. Cyclops, once she's done and you all reach the end… blast the tunnel and seal the door to stop anyone else from leaving that way." Cyclops nods his head. His visor moves and Steve can see the red glow of the man's eyes behind the slit of ruby quartz crystal. Steve then sighs. "The interior is a maze and it won't be hard to get lost once inside… Black Widow… let Wolverine lead the way to Bucky. Find him, free him, knock him out if you have to, and get him out by going up. If there is an emergency, Nightcrawler will teleport in and get all of you out quicker."

"You sure you want the Winter Soldier alive? I remember how it played out at Stark's Tower." Logan asks gruffly as he gives Steve a side glance.

"I'm certain, Wolverine. I leave no soldier behind. Besides… one less asset for Hydra… is one less enemy we face on the battlefield." Captain America says as he looks hard at Logan.

"Thor is gonna be so jealous he wasn't here for this." Hawkeye whispers to Natasha with a toothy smile. The archer quiets and his smile fades as he notices Captain America eyeing him. "Sorry." Hawkeye mutters out and a brief pause falls over the gathered group.

"Infiltrating Team Beta will consist of myself, Jean, Colossus, and Nightcrawler. We will enter from the opposite side teleporting in on the roof of this tower over here while Colossus rushes the gate." Steve says and points to a tower on the wall opposite of Hawkeye's post for his team's entry. "Colossus will create a diversion in the main yard while the rest of us will make our way down to the science labs in the lower back of the fortress. Once each team locates their targets…" Steve says as the hologram of the fort fades away to show an image of Loki's scepter and a digital photo of the Winter Soldier's face free of mask and goggles. "We gotta fly like a bat outta hell." Steve adds.

* * *

><p>They decide to take the X-Men's Blackbird since it flies even faster than the quinjet and in just over three hours they are about to cross the border of Latveria. Cyclops works the controls and checks the stealth settings. Jean is his navigator. Cyclops drops the throttle down and flicks a switch. The Blackbird slows down as some flaps are raised on the wings to create drag.<p>

Storm had created a low pressure system ahead of them… warm air from the Black Sea meeting cold air from the Artic now gives her snow and static electricity. This blinds the Hydra fort visually as well as disrupts all electronic sensors so the two teams can enter. This also affects their comlinks too, so Jean will actively scan to hear thoughts once Hawkeye gets into position and Team Alpha moves beyond their entry point. The Blackbird comes into the mountain valley and lands on the intended cliff position with nearly two miles of open air between them and their destination. Nightcrawler teleports Hawkeye near the wall then teleports away.

Hawkeye's breath puffs out in the cold and he is glad that he is wearing his royal purple lined trench coat. He quickly flicks his recurve bow open and dials in a specialty arrow. He takes aim using his infrared mode on his high powered goggles (courtesy of Tony) then fires. The arrow shoots high into the air then breaks apart as the thin synthetic wire runs out from the nock. It hits the target ledge, the wench in the bow's handle spins, and suddenly Hawkeye is zipping up the wall.

'_Eyes Wide Open.'_ Hawkeye thinks as he takes his position on the roof and scans the fort's layout below through the swirling snow with his goggles.

* * *

><p>"Hawkeye is in his perch." Jean says as she zones out for a second. Storm's eyes cloud over and she focuses on the winds which calm down significantly.<p>

"Alright… Team Alpha is good to go." Steve says as he looks over at Black Widow, Wolverine, Cyclops, and Nightcrawler holding hands in a line. His eyes lock with Natasha's for a split second then she is gone in a puff of smoke. Two seconds later, Nightcrawler returns alone. "Now it's Colossus' turn in three minutes." Captain America says as he pulls out an old pocket watch and waits for the second hand to make three circuits. He then points at Nightcrawler who nods and teleports Colossus to a point just far enough from the gate to build up speed yet close enough to avoid much of their fire power.

Colossus hurries towards the gate as machine guns fire at him but the bullets stop against his metal skin. He pounds his left fist into the gate then his right slams hard and the gate rattles upon its hinges before being rent from the stone lintels. The tall, silver-skinned man rushes further in and starts hammering away at the vehicles and storage containers found within scattering them about like toys.

* * *

><p>Black Widow takes a moment to examine the keypad panel to access a wireless system port. She finds it and quickly plants the mirco-beacon that Tony made. The lights along the edge of the ceiling flicker twice to indicate the virus is uploaded. Now the internal security systems are working for them. This tunnel is showing a ten second loop of the tunnel from twenty seconds before they entered.<p>

"Wolverine? Do you mind?" Cyclops says as he frowns at his rival. Wolverine narrows his eyes but soon uses a claw to cut the cherry off of his half-smoked cigar. He then slips it into a pocket on his belt before they move on from the door. Cyclops does an optic blast overhead just in front of the outer door then hurries to catch up. He stops half way and then raises his right hand. _'Time to Rock and Roll.'_ Cyclops thinks as he flips the ruby-quartz visor up and tilts his chin up by five degrees. Optic blast for five seconds. Close. Reposition to the right. Optic blast for ten seconds while moving sideways and nodding. Two slabs of rock fall down blocking the tunnel.

* * *

><p>Nightcrawler returns and takes Cap's hand and Jean's… and in a puff of smoke… they vanish and reappear at their target point on the wall opposite Hawkeye's perch. Nightcrawler teleports while Jean glides herself and Captain Rogers down to the walk-way. They hurry towards the nearest entrance. As they run to the door, a pair of guards appear coming out from it. Nightcrawler vanishes only to reappear betweenbehind them. He uses stun maneuvers to bring them down.

"Good work, Nightcrawler." Captain America says with a smile as he and Jean hurry past and enter through the doorway into the fort.

* * *

><p>As soon as Cyclops is through the door, he turns and seal-wields it with a narrow beam.<p>

"We might as well just knocked on our way in." Wolverine comments on the ground-quaking moment they and the rest of the mountain just experienced.

"Stay on mission. We've got a time line." Cyclops says sternly.

"Yes, sir… oh, yeah that's right… you're not the leader here." Wolverine says with a cocky smirk taking this opportunity to needle Scott who clenches his jaw.

"I am." Black Widow says icily as she steps between the two men with her angry eyes on Wolverine. "Quit measuring dicks and let's find our target… Wolverine… you're up."

"Alright… fine. I'm not gonna argue with a beautiful woman." Wolverine says with a rakish smirk as he raises his hands in surrender. He sniffs the air and walks about the storage unit until he catches a whiff of Bucky on the air currents coming from the corridors leading further into the fortress. He then leads the way through the interior towards their target.

"So what are your thoughts on Cap's plan to retrieve this Winter Soldier?" Wolverine then asks in a whisper as they make their way deeper into the fort. Black Widow just gives Wolverine a glare. "I see… not so enthused yourself." Wolverine then sighs. "If the fucked up friend starts going haywire on us…" Wolverine starts and pops his metal claws. "I'll put him down."

"Like you did Jean?" Cyclops says in a bitter whisper.

"I did what needed to be done… because you didn't have the balls to do it." Wolverine says in a harsh whisper as he spins around and grabs Cyclops by his throat and pushes him against the wall. The look in Logan's hazel eyes is one of a barely contained feral nature. Black Widow pushes between them.

"Not now." She hisses out. Wolverine lets go of Cyclops. The two men glare at each other. When Jean had come back from the dead the first time and went crazy… Scott was going to kill her, but he couldn't do it because he loved her. So Logan stepped up and killed her… because he loved her… and she asked to die. Their estranged rivalry turned more bitter and biting after that… so Logan left.

During his sojourn, Logan dreamt of Jean every night and she shuffled through his memories until they made sense. Logan rediscovered himself with her help… though Jean existed only in Astral form at the time. Scott was an emotional wreck though he tried teaching, but that couldn't keep his thoughts from Jean. Then she came back to life for a second time! They sat down and just talked everything over before Logan came back and now… they are married.

Logan may have moved on from Jean but when he seen her alive… again… he felt something strum within himself. He distracted himself often by talking to Mariko, but he hasn't called her as much since he sent Yuriko back to Japan to protect her sister. Yuriko went but not without protest. Logan told her that since he couldn't abandon his friend in a time of need, he wished for his sword to protect his heart. She nodded her head and left without complaint.

Scott and Jean are married… and Logan wants to be happy for Jean, he really does… but he can't help but feel saddened when he looks at Jean and thinks of what might have been. Wolverine sighs as he follows the elusive scent deeper down. There are other scents and soon sounds become clearer for him. He gestures for a halt then gestures for them to stay. They do and Wolverine slips a little closer to the corner as a squad of six Hydra soldiers comes around it. There's a pause as the group halts and looks at the three infiltrators.

"Speaking of putting down…" Wolverine says but Black Widow rushes up throwing some of her mini-bites that take the first pair of soldiers in the face. They drop instantly. She slides down on her knees as she goes between the next two and drops a smoke screen disk. She sweeps the feet out from under one of the last two then uses the momentum to bring a leg up and kick the other with an angled heel to his jaw. This brings her to her belly and she rolls to the side as the last two aim at her through the smoky hazy… but Wolverine rushes in and tackles them from the side before they can fire their guns.

"I had them." Black Widow says coolly with a smirk as she spins and kicks the tripped guard hard in the face rendering him unconscious.

"I could see that, sweetheart." Wolverine says as they start down the hallway once more towards their target.

* * *

><p>Steve catches his shield after throwing it to take out three Hydra soldiers at once. Nightcrawler had managed to decimate the dozen man squad then teleported out of the way so Captain America could take out the last three.<p>

"It's down here." Jean says as she hurries ahead with Steve close behind. They enter an observation area and look down at the scepter in the center of the circular white room below. She focuses on it and the scepter floats into the air. The four scientists freeze as they watch on astonished at what they are seeing. Jean then lifts her right hand in a reaching motion as the scepter comes towards her. The lights flicker and Steve looks up wondering about that… but suddenly, Jean is taken in the side by a bolt of electricity and the scepter clatters to the ground before her.

"Jean!" Steve says as he rushes to her side holding his shield on his right arm. He is taken by a bolt to his shield which pushes him back from his fallen teammate.

"Ah-ah-aww… this doesn't belong to you." Comes a smooth metallic voice. Small arcs of electricity jump between metal fingers as cold ocean-hued eyes glare at Captain America. "You are trespassing… Dog of the US Military." Doom says and raises his right hand. The scepter sparks with a static charge then zooms to Doom's outstretched hand.

"I could kill you right now, Champion of Freedom… but no… I think I'll save your execution for a more televised arena." Doom says and raises his other hand which sparks ominously with electricity… then Nightcrawler teleports behind Doom and spins slashing at the green robed and hooded dictator's back and legs. The blades scrape against Doom's metal armor damaging only his clothing.

"What the Devil?" Doom says as he spins around to face Nightcrawler. Then there is a burst of flames and Azazel appears.

"I got this one!" Azazel says as he lunges at Nightcrawler and grapples him. They disappear in a burst of flame. Captain America throws his shield which Doom spins around and knocks away with the shortened scepter. Steve then punches Doom in the gut but feels his fist impact against metal plating. Steve winches from the pain and pulls back.

"Tony Stark isn't the only one with a suit of armor, Captain Rogers." Doom says coolly then chuckles. "Now where were we? Oh yes… your eminent capture." Doom raises the scepter which glows a brighter blue. Steve's eyes widen… then he is falling backwards as the blue fireball zips over him and he is returned to a standing position. Steve is confused but then Jean is on her hands and knees beside him.

"Not today." Jean says and Doom fires a blast at her but Jean deflects the scepter at the last second causing the fireball to hit the floor in front of her. She screams as she protects her face with her arms from the ensuing mini explosion. Captain America takes advantage of the moment to rush Doom. He tries to wrest the scepter from the dictator's hands and they struggle. Steve smashes Doom backwards against the wall, while Doom sends an electric shock through the scepter… but his reserves are low so it lacks the impact Doom was hoping for.

"Let go, Victor Von Doom! You don't know what you are tampering with!" Captain America says as the shock wears off instantly and he slams Doom against the wall once more.

"Never! This power is mine to command! Mine alone!" Doom shouts back in his anger. Doom then grabs at an access panel nearby and starts sucking energy from the power grid. The glowing orb at the tip shines brighter then pulses out to create an oval opening which the two men tumble into…

* * *

><p>Nightcrawler feels the impact of hitting snow and flips backwards as he skids to stop on his feet. He still has his daggers in hand and tail so he takes a ready stance, but hesitates as he looks at his new opponent standing several feet away. There's a crouching red-skinned man with long, jet-black hair and a tail waggling behind him like a cat's that looks just like Nightcrawler's own as the bullets whiz overhead towards the distant figure of Colossus.<p>

"W-who are you?" Nightcrawler asks as his voice cracks.

"Who indeed." The red-skinned devil says as he reaches both hands up behind his shoulders to pull two long knives from their sheathes. He rushes forward but disappears in flames. Nightcrawler rolls forward just as Azazel appears behind swiping his blade through where Nightcrawler once was. Azazel then spins low and kicks a leg out but Nightcrawler leaps into the air and flips. He teleports at the top of his arc then reappears before Azazel but spinning on a different axis, a horizontal one… his blue pointed tail smacks Azazel across the face. Nightcrawler hits the snow on his side as the red devil falls sideways then kicks his legs to roll backwards and land on his feet. Nightcrawler then has to dodge as machine gun fire zips in towards him. He rolls and teleports away reappearing behind the gunner. He chokes the soldier out and drops him to the ground. Azazel then appears nearby in a burst of flame.

"Your good." The red devil says as he stands up straight and bows at the waist with one arm bent in front of his waist and the other behind his back. His eyes never leave Kurt's. They are yellow with an orange ring around the outer edge of the iris. "I am Azazel, Commander of the Neyaphem."

"Neyaphem?" Nightcrawler repeats as he takes his ready stance in his typical crouched position. "You mean Nephilim though, ja?" Nightcrawler then asks.

"So that's what we are remembered as now?" Azazel says and groans as he rolls his own eyes.

"So the legends are true? Your own father vas an angel?" Nightcrawler asks curiously. He wonders if he is one of these Neyaphem as well.

"Does it look like a Cherybim sired me?" Azazel groans then shakes his head. "Nevermind this talk." Azazel vanishes in flames as a container comes rushing in. Nightcrawler disappears in a burst of smoke to avoid Colossus' attack as well.

* * *

><p>They reach a non-descript hallway and Wolverine stops before a door that looks more like a storage unit door than a holding cell. He double checks the scent and nods his head.<p>

"He's in here." Logan says and pops his claws. The Wolverine then slashes through the metal door and wrests it open. Inside is a large, spacious room set up like a bedroom. The Winter Soldier is seated on the large bed, shirtless. He gives a hard glare at Wolverine as the Mutant enters.

"Alright, bub… get dressed. We're goin' on a trip." Wolverine says casually then catches a whiff of someone else in the room. He looks up just in time to see a blonde woman in a black catsuit like Natasha's drop from the ceiling, wrap her thighs around his neck, spin through her momentum to flip Wolverine and hopefully snap his neck… but it's metal so she pretty much just pops his neck for him.

"Yelena Belova." Natasha says coldly as she looks at the crouching blonde. The new woman turns her head over her shoulder to smile wickedly at Natasha.

"Natalia Romanov." She says prettily. "It has been quite awhile since we last seen each other."

"I got her… you get Bucky." Black Widow says to Cyclops then she throws a mini-bite that Yelena dodges and the two women engage in hand-to-hand combat. Cyclops checks on Wolverine who shakes his head and stands then rolls his neck. The sound of a rifle clicking a round into the chamber alerts Logan and he pushes Scott out of the way as he takes the gunfire.

"Ya wanna do this the hard way… fine. Let's do this the hard way!" Wolverine says and pops his claws. Cyclops manages to fire a narrow optic blast that damages the gun the Winter Soldier is holding. The brainwashed assassin swipes the butt of the rifle in an arc but Wolverine slashes it in half. His claws spark as they impact and scratch against the metal arm which is plated in adamantium, so it receives no damage. The Winter Soldier grabs Wolverine's left wrist as the clawed hand comes in to stab him. He pushes the other hand out wide with his metal arm then kicks Wolverine in the gut sending him across the room. Cyclops blasts him in the back which knocks the Winter Soldier down.

"Stay down!" Cyclops says as he keeps a distance from their target. Hand at the ready on his visor. "Wolverine, secure the target." Cyclops then says and Logan growls but complies. The Winter Soldier doesn't struggle as he is shackled with his hands behind his back.

"Where'd the Black Widow and that crazy bitch get off to?" Wolverine then says as he looks around noting the absence of the two women.

"I don't know. Find Black Widow though. I'll get our target out of here." Cyclops says. Logan gives Scott a look but then hurries off following Natasha's scent.

* * *

><p><strong>AN:** I liked the first two Fantastic Four movies, but I will say I think Chris Evans is a better fit for Captain America than the Human Torch. Julian McMahon was perfect for Doom in my opinion… so that's the Doom I have here. As for Yelenea Belova… I see a blonde Natalie Dormer (She plays the Tyrel girl in Game of Thrones… she was in the first Captain America movie as well).


	3. Chapter 3

**Fight hard and Don't give an inch**

Hawkeye watches as Nightcrawler and some other devil-looking guy (only red) fight it out in the snow then up on a walk way after Nightcrawler takes out the gunner up there. _'Jean… tell Colossus to help Nightcrawler on the east wall.'_ Hawkeye thinks as he surveys the scene below. A few seconds pass and suddenly Colossus is throwing a container unit at the pair fighting on the wall… but they both teleport away.

The red devil reappears in the yard below and attacks Colossus on all sides as he teleports in a clockwise manner around the metal giant. Blades skip off without leaving so much as a scratch and the red devil gets mad. Hawkeye readies his bow as he picks off gunners on the wall. He looks around and doesn't see Nightcrawler anywhere. The archer wonders where their own blue devil took off to as he lines up his next shot. He then fires and takes down a squad of Hydra soldiers moving into the yard with a well-placed explosive arrow.

* * *

><p>Nightcrawler reappears back down on the observation walk-way inside the fortress. He sees Jean is getting to her feet albeit a bit wobbly so he helps her. He looks around with his yellow eyes and wonders where Steve is.<p>

"Him and Victor Von Doom fell through some portal." Jean says as she spaces out trying to scan for the super soldier. "They aren't on Earth anymore." She says solemnly.

"Mien Gott." Kurt says as he worries for Steve's safety. He offers a silent prayer for Steve to return swiftly and safely back to them.

* * *

><p>Captain America and Doom fall onto a rocky barren expanse of dark jagged stone under a starry black sky. They hit the hard ground and the scepter clatters upon the stone as it skids between them. Steve recovers first and shakes his head. He notices something is off with the air he is breathing. The air is heavier, thicker… almost choking. He sees the scepter on the ground and moves for it… as his hand takes hold of the golden shaft, a metal boot stomps down hard upon his left wrist. Steve groans with pain and releases his hold upon the scepter.<p>

"Hands to yourself, Captain." Doom says as he reaches down and retrieves the scepter. "Did your mother ever tell you not to take what doesn't belong to you?"

"Did yours?" Captain America quips back as Doom steps off his wrist. Steve flexes his hand as he feels his body working to repair the damage.

"My mother died giving birth to me." Doom says coolly then raises the scepter. "Any last words, Captain?" Steve is crotched on one knee and looks up at the towering armored dictator before him… he also notices movement behind Doom.

"Check your six o'clock." Captain America says with a smirk.

"Check my six… what? That makes no-" Doom says and is snatched up in a pair of huge jaws. Captain America dodges backwards to avoid getting eaten as well, but he notices the scepter hitting the stony ground so he leaps towards it and rolls away as the huge snake-like creature slithers off with Doom in its jaws still. Steve then looks at the scepter then at his surroundings… he wonders where in the hell he is and how is he going to get back to Earth. Then the scepter pulses and a portal opens before him. Steve sees the snow and hurries through…

* * *

><p>"Don't look now… but the bad guys are trying to get away." Red Wing's voice sounds and Falcon turns his head to the fort. Sure enough… there's a Hydra jet lifting off and then it starts to zoom away.<p>

"And where do you think your going?" Falcon says as he zips in faster than the jet to overtake it then turns and launches a metal feather up at the plane's underside. Falcon slows and hovers to watch the jet take the damage then go down.

"Falcon… return to Blackbird." Falcon hears over the comlink. It's Steve's voice and this gets Sam's curiosity.

"Sure thing, Cap." Falcon says and blasts off zooming back to where Storm is standing on the ledge… but she isn't alone… Captain America is there. Falcon lands next to his friend. "Did Kurt bring ya back?"

"No… this did." Steve answers as he holds up the scepter.

"Well, that's one objective down." Falcon says with a shoulder shrug.

"Think you can get me back over there?" Captain America asks.

"I don't know… you weight almost three hundred pounds… and the last time I flew you somewhere, my wings got clipped." Falcon says with a playful grin as Captain America shakes his head.

"Well, the new suit's lighter… and I had a light breakfast." Steve says nodding his head as he plays along the joke a little more. He then turns to Storm. "Please, put this somewhere safe and protect it."

"Consider it done." Storm says with a nod of her own head as she takes the scepter from Steve's hand. She then hurries up the ramp into the Blackbird.

"Alright… let's do this." Captain America says as Falcon's wings unfurl and he blasts up, does a loop, and grabs Captain America's right hand which is held high. Sam holds the Cap tight as they fly across the valley to the fort. Captain America is then dropped. He hits, tuck-n-rolls on the walkway, then springs up ready for action. He dodges behind a stack of boxes to avoid the gunfire then Falcon swoops in and fires his gun gauntlets. Steve rushes forward under the cover of friendly fire. He kicks the first Hydra guard he comes to. That guard goes flying backwards then flips as he impacts the top of the outer wall and goes over. Cap then punches the guard to his right while Falcon flies in and kicks the guard to Captain America's left. Once the guards are cleared, Cap looks to Falcon and nods his head. Falcon nods his in return and zips off into the sky above to circle the fortress once again.

'_Jean… send Kurt to me with my shield.'_ Steve thinks as he stops at a juncture inside the fort and looks at the sign on the wall. There's the sound of teleportation in action from behind. "Well, that was quick." Captain America says with a smile as he turns around and receives a fist to his jaw. The bite of a blade knicks his cheek as he goes back and Cap looks on at the red devil before him.

"Who are you?" Captain America asks as he eyes the devil.

"Your enemy." Azazel says and launches into a flurry of slashes and kicks which drives the good Captain back. Steve uses his metal gauntlets to deflect and turn the blades away, but the swords cut through the nanomesh armor of his suit on his upper arms. Cap then sees an opening… he catches the short swords against his gauntlets as Azazel swipes them in to slash at his head. The blades go wide and Steve kicks the red devil in the gut… hard. He is sent flying backwards with a grunt.

"Here you are, Steve." Nightcrawler says as he teleports in suddenly and hands Captain America his shield.

"Look out!" Cap says as he blocks the thrown blade with his shield which rings like a bell at the hit then he and Nightcrawler are struck from behind. Steve can feel the blade slip in deep at his lower side and he goes down. Nightcrawler grabs Azazel by the ankle with his blue tail and flips the red devil. He brings his own dagger to bare and stabs Azazel in the lower abdomen. A look of surprise flits through Azazel's eyes before he vanishes in a burst of flame. Nightcrawler is left a little bewildered but he quickly snaps out of it and rushes to Captain America.

"Steve!" Kurt says as he teleports to Cap's side. He examines the wound and grows worried. "It's deep. I've got to get you out of here, Captain." Before Steve can protest, Nightcrawler teleports them to the Blackbird. Storm takes care of putting pressure to the deep wound and sends Nightcrawler to get Jean. In less than ten seconds she is there thanks to Kurt.

"It missed your kidney… but the blade punctured your intestines." Jean says as she runs her hand over the wound. She focuses hard then harder until she can feel the cells working in overdrive to close the wounds due to his healing factor. She focuses some more and accelerates the process. Steve moans as he feels the odd sensation of his body healing. In seconds his internal injuries are sealed.

"There… you'll be… fine now." Jean says meekly and then faints. Steve catches her and switches places. He lets her rest on the narrow examining table and ignores the pain in his lower right side as he looks at Nightcrawler.

"Nightcrawler… head back in. Locate Team Alpha using your comlink then teleport them back with their target if they've got him." Captain America says strained in his Captain's voice.

"Consider it done, Captain." Kurt says then disappears in a burst of smoke and a subtle 'bamf'.

* * *

><p>The two Black Widows fight hard in bursts as they dart down the labyrinth of hallways in this fortress. It reminds Natasha of her days in the Red Room Program when her and Yelena would run the obstacle course together… of course fighting to gain the lead was encouraged then as well.<p>

"You know… I should thank you, Natalia." Yelena starts as she turns and sweeps her leg back, Natasha dodges by jumping and flipping over the blonde as she hits the ground, she tosses a mini-bite to tase her foe, but Yelena rolls to the side and throws her own. Natasha moves her head out of the way just in time and Yelena's bite takes down a Hydra guard that was rushing up from behind.

"You went rogue back in '01 and wound up killing all the scientists and handlers in the Red Room Program… thus allowing me to be free." Yelena continues as she and Natasha trade blows.

"So you joined Hydra?" Natasha says as she swats Yelena's punch away and finishes arcing in to connect her elbow to the blonde's mouth. Yelena retreats as she loses the upper hand. The soldiers rush in and Natasha becomes a flurry of action. She kicks backwards connecting her heel to the point man's crotch. He drops as she knees him hard in the face. Natasha then drops to her knees and slides between the two trailing men and hits them with her wrist tasers before they can train their guns on her.

"Tell me something, Natalia… did you enjoy it? The carnage of killing them all? The thrill of burning that secret base to the ground? Was it worth it?" Yelena then asks with a gleam in her blue eyes as Natasha comes back in to knock her down then quickly dispatches three more Hydra guards as they appear from around a corner. Yelena pulls a handgun from one of the fallen soldiers and fires at Natasha.

"Yes." Natasha answers as she dodges the gunshot and roundhouse kicks the gun from the woman's hand. "But I missed one… you." Natasha then adds as she trips Yelena and pins the blonde to the floor.

"You were always better than me, Natalia. You were always the favorite… their shining star. Their little princess." Yelena says bitterly up to Natasha then she grabs Natasha's knee with her hand and a hidden taser in the palm activates. Shocking Natasha with intense high voltage. She jerks and shivers as she opens her mouth in a muted scream then falls to the side out cold.

"But not anymore." Yelena says as she pushes the stunned super spy off herself and stands. She switches uniforms with Natasha then secures her rival and even blindfolds her as a new team of Hydra soldiers approach.

"Take her to the vehicle-access tunnel. Baron Strucker will be pleased to have her on the team once he makes her comply." Yelena says with a wicked smile as the soldiers take Natasha away.

"Here is the item you require for your next mission… Black Widow." One of the soldiers says as he hands her a case.

"Excellent." Yelena says and opens it. She looks down at the contents and smiles darkly. "Time for some undercover work." She says as she places the micromesh mask upon her face and removes her wig of blonde hair. She lets her real hair fall free which has been dyed red and is styled just as Natasha's is. "Hail Hydra." She says in Natasha's husky voice as she gives a cool, confident smirk to the soldiers who quickly gather up the real Natasha Romanoff and hurry away.

* * *

><p>Wolverine is following the scent trail of the two women through the maze of corridors. He notices the signs of their battle, both subtle and obvious as he goes. He hears footsteps, light and precise… a woman. Wolverine takes caution and comes around the corner just as the woman does. He catches her by her throat and stops as he notices it is Natasha.<p>

"Sorry." He says and retracts his metal claws. He lowers the redhead and steps back. She eyes him slowly and rubs at her throat.

"It's okay… one can never be too cautious while in enemy territory." Black Widow says coolly and walks on. "We need to get back to the others." She then says and hurries back the way Wolverine came from.

"Widow… Wolverine… do you copy?" Comes Cap's voice over the comlink.

"This is Wolverine. I copy." Wolverine says as he and Natasha pause.

"Good to hear from ya. Is Natasha with you? Cyclops says she went after a female hostile." Cap asks concerned.

"Your girlfriend is with me… so don't get your panties in a bind, Cap." Wolverine says and smirks.

"Good to hear… get to the surface and Nightcrawler will teleport you out with Hawkeye." Captain America says over the comlink. Wolverine and Black Widow then quickly make the surface. The snow is swirling about as they come outside and it is quiet.

"It's good to see you two again." Hawkeye says as he repels down next to them. "Alright, Cap… they're here." Hawkeye then says and in a split second Nightcrawler appears before them. He smiles and takes Widow and Wolverine's hands then all four disappear in a burst of smoke. They reappear outside of the Blackbird and quickly hurry aboard.

"You're hurt." Natasha says concerned as she notices the blood on Captain America's side.

"It's nothing." Steve says trying to play it off though he still hurts. He runs a gloved hand through his blonde hair and smiles at the redhead before him before pulling her into his arms. "I missed you." He says and kisses her gently. Natasha melts into his front… and for a moment, the rest of reality doesn't exist for Steve Rogers.

"Everyone strap in… it's time to leave." Cyclops says as he finishes the pre-flight warm up. Steve and Natasha break away to take their seats in the back. Steve made sure Jean was strapped to the cot since she is still unconscious and the Winter Soldier sits across from him… arms secured with the same type of special shackles that Agent Rumlow had used on Steve back in DC. The two men just stare at one another as the Blackbird lifts off. It zooms away with Falcon flying behind to cover their retreat. Steve breathes a sigh of relief as he hears Scott say they are out of Latverian airspace. Now he just wants to relax… but even that will have to wait since they have Bucky once more. Maybe this time things will go differently and Charles will be able to help his childhood friend remember who he really is. Steve can only hope for a miracle… after all, that's all he can do right now.


	4. Chapter 4

**Aftermath and Fallout**

"We have the Black Widow, Natasha Romanoff, in custody." The lead Hydra soldier says over his comlink.

"Excellent… bring her to the Siberian base for a homecoming." The familiar smooth voice of Baron Strucker says over the channel.

"We'll do, sir. Hail Hydra." The lead soldier says as his team loads the unconscious Natasha upon the transport truck. Suddenly loud explosions rock the fortress above and the truck squeals its tires to get away. The vehicle zooms out of the transport tunnel which comes out on the other side of the mountain. They hurry down the snowy road until a burst of rainbow light strikes the road ahead. A lone figure rises as the light disappears just as quickly.

"Run 'em over!" The soldier commands the driver and the truck accelerates. The figure raises a hand and suddenly the truck, and all it contains, goes into the air and stops all forward momentum. The lugnuts on the tires come off then the tires and the truck are set down just off the road. The wheels drop and bounce then settle in the snow as well, one rolls down the road. The figure, now hovering in the air, floats around towards the back as the team pours out training their gunlights on their otherworldly attacker. They come face to face with a hovering woman in green and dark leather with gold armor that is more decorative than functional. Two gossamer ribbons of shimmering gold drift about in the air eerily behind her as does her shoulder length, wavy golden hair which is streaked with pale blonde. She eyes the group of men curiously with sad emerald eyes. The lead soldier deduces she is Asgardian based on the style of her armor.

"Take her down!" The lead soldier commands and the guns fire rapidly at the strange woman… but the bullets slow down and catch in the very air before her. The only movement she makes is a small curl of her ruby-painted lips and her shadowed eyes flutter shut.

"Is that all?" The woman asks curiously then waves her left hand to the side dismissively and the bullets all fly off impacting the snow in a flurry away from the road. "Sleep." She then commands softly and the soldiers start dropping. The lead soldier falls to his knees and eyes this strange, beautiful woman as she glides calmly to his position at the back of the truck.

"Who… are… you?" The lead soldier asks resisting the growing lag in his thinking as sleep pulls harder and harder at his mind. It is a rapidly losing battle.

"Phoenix." She answers in a soft whisper before he blacks out completely. Sigyn then looks inside the truck and raises her right hand and makes a 'come here' motion and Natasha's unconscious form floats out of the open backdoor.

'_Fear not, little Princess. All shall be well… soon. Rest now and recover.'_ Sigyn relays into the sedated Natasha's mind as she cradles the redhead in her arms. They then rise upwards into the stormy sky overhead. Sigyn's skin illuminates and flames flicker from her yet do not disturb the unconscious Black Widow, only surround and protect her. They then vanish in a flash of orange flame and golden light.

* * *

><p>"You bring <em>that woman<em> here! To Asgard!" Loki all but shouts too loudly as he watches his lovely wife place the unconscious Black Widow upon one of his couches in the receiving area of his chambers. He cannot stand to see the inferior Mortal woman who bested him at deceit here in his private rooms. It is an insult… and Sigyn has done this just to spite him. He is sure of it. She was still able to hear his thoughts back then… and the thoughts he had were cruel and lustful in equal measure towards the beautiful, intelligent, and deadly Agent Romanoff.

"She is one of Thor's new shield companions. I could not allow her to fall into the hands of their enemies." Sigyn says as she makes sure Natasha is situated comfortably before standing up to face her disgruntled husband. "Besides… you gave me permission to aid Thor and his Midgardian friends because of this growing threat on Midgard… need I remind you, Husband?" Sigyn then says and her gaze narrows upon Loki. She is nearly nose to nose with him though she looks up to do so. His jaw clenches and his fists ball up tightly at his side. He wants to strike her… but he can't bring himself to do it. Besides that even without the use of her eldritch powers she would still best him. Every sparring session taught him that. He huffs out a long-suffering sigh which sounds more like a snarl.

"As soon as she awakens… return her to Midgard." Loki says ending with a sneer then turns on his heel. He walks away briskly to his bar area and pours himself a deep goblet of Poet's Mead. He gulps it down as he watches his wife attend to the Mortal agent. Her touches are gentle and caring. Loki raises his left eyebrow in contemplation as an idea strikes him… There is mischief to be made with this. Perhaps it isn't a bad thing to have Agent Romanoff stick around for awhile at least.

Of course, he can't reveal himself to her. That would give the game away too soon, but having his wife interact with her could prove very beneficial. He could get information from the redheaded Agent through friendly conversation… and should anything more …intimate… occur, well wouldn't that be a sight to see. Loki smiles wickedly as he finishes his goblet off and sits it down upon his bar counter.

"On second thought…" Loki says a touch flippantly as he slowly stalks towards his wife. Sigyn looks up at him curiously with a raised left brow. "She can stay until she has fully recovered her health. Show her around. Be a friend. She could be the Midgardian Representative on the Council of the Realms United even."

"That's a possibility." Sigyn says thoughtfully as she spares a glance to the slumbering woman. "But she will have to make that decision for herself… so we shall see, Husband." She adds as her deep green eyes return to Loki once more with a sad warning. Loki just smiles and gives his innocent look to his wife knowing that she knows his coming scheme… He wonders how this will all play out. Of course though… it all hinges on what Agent Romanoff decides to do or don't. Simple Chaos at its finest.

* * *

><p>A few hours pass and the Blackbird hovers over the Xavier Institute. The ball court opens up and the secret jet goes into the underground hanger. Everyone files off.<p>

"So this is the soldier I've heard so much about…" Charles Xavier says as he glides over in his hover chair with Iceman dressed in his uniform with sky blue accents and silver trim. Charles studies the Winter Soldier carefully. He brushes across the mind and finds it eerily smooth and calm. This is nothing like what Charles had sensed before through Cerebra. _'He hasn't been awake long.'_ Charles says telepathically to Steve who nods his head. Charles' eyes then return to the shackled man with a metal arm. "You must be hungry. I'll have some food brought down to you, but first we must have a friendly chat… or at least I hope it will be. If you would follow me please." Xavier says cordially with his usual fatherly smile then hr turns and starts gliding across the hanger floor.

"Let's go, bub." Wolverine says gruffly but doesn't push. The Winter Soldier just slowly fixes him with an askance look then starts freely walking ahead following Xavier. "What?" Wolverine says as he and Cyclops exchange a look. Cyclops just shakes his head and moves towards Jean as she walks off in another direction. Wolverine follows their new guest.

Charles leads the way down the maze of white sterile halls lit by florescent lights along the edges. They find themselves turning into what looks like an office. The walls are white with cherry wood paneling to the lower half. Besides the desk and the fixed chair before it… the office is bare… or at least it seems that way to the Winter Soldier. Charles does not need to give this dangerous individual any ideas so he is actively blanking out certain visual information as it reaches the captured super assassin's brain. He can hear the whispered approval in the Assassin's mind at this 'interrogation room' as the man looks around.

"Please, sit, make yourself comfortable." Charles says with a friendly smile and a gesture as he glides around behind the desk. The Winter Soldier looks back over his shoulder at Wolverine who has his claws out and a growl on his lips just daring for him to try something, anything hostile. The Assassin calmly turns back around and looks between the serene Charles and the cool and collected spiky blonde boy in a similar black leather and color accented uniform only this kid's top looks like a knee-length trenchcoat. He then slowly takes the only seat in the room.

"Now tell me… what is your oldest memory?" Charles asks curiously as he rests his elbows on the desktop and leans forward while weaving his fingers together as he eyes the Winter Soldier. Their guest is quiet. His blue eyes darting rapidly at first then his head slowly shakes from side to side.

"No memories." The Winter Soldier says in a near-whisper. Charles knows that is a lie as he watches the discordant flood of flashes. It is hard to make sense of any of it at first.

"None? Or too many?" Charles then asks as he actively slows the memory flood into a more controlled stream.

"Too many." The Winter Soldier says and shakes his head trying to clear it all. Charles has opened the floodgate to Bucky's memories by simply asking a question and since the tortured man's mind wants to normalize it tries to snap back together. Charles also knows that the weight of those memories nearly crushed Bucky before… but that isn't going to happen again now that he is in the charge of Professor X.

"I can help you… but only if you let me." Charles says calmly to the Winter Soldier who snaps out of the vicious cycle in his mind for a moment.

"Then kill me now… before I kill everyone here." He answers with pleading eyes and a pained expression.

"You see that man behind you." Charles says and looks to Logan then his eyes return to Bucky who looks over his shoulder. Logan has retracted his claws and is now leaning against the closed door with his arms crossed. He still gives a sharp daring glare with fierce hazel eyes that promise a time of savage frenzy to come. "He too was once lost. His past was a mystery to him. His memories had been… disconnected… as well and he has done some unsavory things in his time too.

"He is known and feared as The Wolverine… thought of as an animal, wild and untamable. He has moved past all that now. He may never be the man he once was, but I and others have shown him the man he truly is right now." Charles says to the Winter Soldier. "So the choice is yours… I will give you twenty-four hours to think on this then I will hear your answer." Charles then sits back for a moment… as the silence stretches between them… Charles moves his hover chair back then starts to glide around his desk. The Winter Soldier then puts his leg out to halt the bald man by blocking his path. Wolverine tenses and steps forward with claws out while Iceman ices-up, but Bucky's cool eyes are for Charles alone.

"If you value your life and the lives of everyone at this location… then kill me now and be done with it." The Winter Soldier pleads once more as the ice in his eyes melts and for the first time since stepping off the Blackbird, he shows and feels genuine emotion.

"What of the value of your own life?" Charles then asks in his kind yet sad tone. The confused Assassin lowers his gaze and his leg. "Look past all your missions, go deeper into your past… then you will see the worth of your life, James Barnes." Charles adds with a fatherly smile then glides towards Wolverine.

"Logan, if you and Iceman would be so kind as to show our guest to a secure room for his safety until my next visit. Food will be brought down shortly. I'll have Shadowcat take it to him." Charles says then leaves the room.

"Alright, bub… time to move it." Logan huffs out and grabs their guest by his upper right arm. Iceman stands close-by still in his ice form watching. Soon the trio head down the hall and make a few turns until they reach a room that is bare save for a simple bed and a small table to serve as a nightstand.

"I don't think this room has ever been used." Iceman says as Logan takes the Winter Soldier inside and undoes his shackles. The Assassin rolls his arms as Wolverine steps out and the door closes behind him. Now he is alone with nothing more than four walls and his thoughts.

* * *

><p><em>Later that evening…<em>

Steve and Natasha are asleep in Steve's bed in his and Sam's apartment on campus. He shifts so he can nuzzle her hair. The redhead's eyes snap open as she feels the super soldier's body relax deeper into slumber. She slowly slips her hidden secret from inside her pillowcase. The red silk slip she is wearing helps her movements glide smoothly in his embrace as she brings the smartphone with relaxed and steady breathes. She presses a button on the side and the screen comes on revealing a black screen and a digital keyboard. Her right thumb swipes over the keys forming words in her txt window.

I'm in. Both assets remain close.

Excellent. If a parting occurs… stick with the key.

Understood.

The false Natasha then presses the button and the screen goes dead. She shifts smoothly under Steve's arm, which is looped over her waist, to tuck her secret phone quickly between the mattress and box spring at the head board. She manages to get between the two before he stirs to wakefulness, she turns and nuzzles into his muscled chest. Steve mumbles something about nightmares but Yelena ignores his words and tells the super soldier not to worry with his girlfriend's voice. She lets her hands slide over his torso in slow strokes until his steady breathing quickens.

Yelena can't help but smile… unlike Natalia, whose mind had to constantly be wiped and memories rewritten, she recalls everything… every kill, every seduction, every mission. She never had to be controlled or restrained because she did her work willingly, enthusiastically… and she recalls the deep cover mission she underwent for the Soviets back during World War II in which she infiltrated the US Military's S.S.R. unit as certain Ms. Private Lorraine. She's had an eye for the good Captain ever since viewing his war films.

She would clue the Soviets onto the movements of Captain America and his Howling Commandos. They'd then run in and infiltrate the clean-up crew or send their redheaded Black Widow in on a solo-retrieval if need be. Natalia was always the better fighter… but Yelena was the better infiltrator.

Yelena even got close enough to kiss him once… certainly long before Natalia got her hooks into him. As far as she is concerned, Captain Rogers was hers first… and she doesn't plan on letting go anytime soon now that she has had the full service. This has quickly risen to become her all-time favorite mission ever undertaken. She wants to enjoy herself while she can, so she wakes him up for another round by sliding her hand lower.

* * *

><p><em>The next morning…<em>

Steve awakens to find the bed empty. Odd… he's usually the first one up. He sits up in bed and looks around as he becomes more aware. He then moves from the bed and heads towards his personal bathroom. That is where he finds Natasha… standing before the sink mirror brushing her red hair. She is dressed and ready for the day.

"Good Morning. Did my girl sleep well? 'Cause neither of us didn't seem to get much sleep last night." Steve says and chuckles as he wraps his arms around her slender waist from behind to draw her flush against him. He pecks a sweet kiss to her cheek. She tilts her face away exposing the column of her neck to his lips.

"It was the best I've slept in quite awhile." Natasha replies with a smile as she squirms in his arms to try and entice him into a repeat of the previous night, but his hands control her movements.

"I have to teach my art class today and I only have time for a military shower and dressing myself before I head out the door." Steve says with a sad smile as he looks at her reflection. She frowns as she turns to look at him directly over her shoulder.

"Rain Check for after class?" Steve asks as he smiles at her.

"After class." She agrees and claims his mouth.

"Class first. You should come… and be sure to wear a black slip." Steve says as he breaks away to start dressing in sweat pants and a shirt before grabbing his 'teacher outfit' of jeans, a pale blue and white checkered dress shirt, and his jacket from beside the door before he leaves for the showers.

Yelena smirks at this proposal. She has on such a slip already… can't let the good Captain see too much skin. Her and Natalia have a few similar scars from their shared experience in the Red Room Program… like lash marks on their backs and the scars from where their tubes were tied-off and cauterized before they were given the serum. That seems so long ago, but the serum slowed their growth as well help them heal faster, move quicker, and hit harder.

The false Natasha chuckles the thoughts away and starts thinking along the lines of what next to do in this infiltration… Get in. Get close. Observe. If not in a favorable position… Move to favorable position. Continue to Observe or carry out planned mission.

In Yelena's case… her mission is to stay where the scepter is, so she will observe and gather intel on these X-Men… there isn't much on them in anyone's archives… not even S.H.I.E.L.D.'s or Hydra's. Form what she has seen so far, she can already imagine the potential of a school like this… definitely something for future consideration. She finishes making sure her mask is in place then heads out the bedroom door. Time to play her part…

* * *

><p><strong>AN:** Thanks for reading this short story which is a crossroads of my multi-leveled '**Heroes and Villains**' arc. There is also some hinting at things to come. I hope this was an enjoyable read and leaves you with questions and interest… it was fun to write this Short and this Never-ending Story of mine continues onward in… my X-Men focused fic **Speak of the Devil**, the next installment of my Loki Triumphant series **Realms United**, my Avengers focused fic **Age of Ultron**, and my Spider-Man fic **Tangled Webs**.

Reviews are welcomed… lets me know if I'm doing a good job or not :)


	5. Chapter 5

**A/N:** Because I simply cannot resist an Easter Egg Teaser…

* * *

><p><strong>Sanctuary<strong>

The dark barren rocky landscape glowed eerily cerulean and silver under the light of a broken moon that hangs in the black starry sky above. A distant red and pale purplish hued nebula is splayed across barely a quarter of the sky… remnants of this system's long exploded star. It gives a touch of pink and lavender highlights to the barren landscape towards the horizon.

The large serpent slithers across the craggy ground until its insides balloon outwards in a cascading series growing ever wider… by the fifth, it bursts. The head moves forward with slack jaws as the body rolls.

"Doom shall not suffer defeat just yet!" Doom cries out as his armor glows fiery red-orange at the myriad of slanted seams along both arms. The metal plates move to slide and lock back into place. His familiar green robe and cape are tattered and discolored… covered in gore, blood, and awful… yet he stands strong and walks forward a few steps to survey his surroundings.

"Impressive… none usually survive being swallowed by a Death-Slither." Comes an educated voice speaking English… the tone is calm, calculated, and distinctly German. Doom says nothing as he turns to face this new person. His dark ocean eyes behold a figure in a black coat standing straight and tall with arms folded behind his back… but the most striking feature is the face… it is bright red and looks like a skull. Doom chuckles to himself. Red Skull's bright eyes narrow.

"You have been gone for seventy years… believed dead yet your loyal lackeys still carry on your cause… Your arch-nemesis was found and freed from the ice just three years past. How does all that sit with you… Red Skull?" Doom asks as he eyes the founder of Hydra. Red Skull says nothing though he expresses a fair amount of restrained frustration for being graced with such a face as his.

"Come… and meet the Lord and Master of All." Red Skull says coolly as he quells his emotions and turns. Doom uses his ability to manipulate electricity to activate his anti-gravity field in his belt and thrusters in his boots to crest the ridge that Red Skull had been standing on. Doom follows only because he is curious about this 'Visionary believed dead'… he needs to make this quick though so he can get back to Latveria before his people get used to the idea of him being gone… as well as left in the hands of Hydra…

'_The last thing I need is to wind up stuck here for decades like that twit, Johann, while his lackeys decide the fate of MY country.'_ Doom thinks as he watches Red Skull walk ahead of him as he glides behind with crossed arms. Doom studies the read outs on his H.U.D. for possible attacks. He misses the modeled display of the surrounding landscape since there are no satellites here. This is his confirmation that he is truly on another world. This fascinates him as well as concerns him.

They make their way up a twisting path cut through the stone and then there are stairs that float up and spiral higher. They go up and up until they reach a floating chunk of flat ground that hovers in the air above the dead world below. Doom notices that the sky is growing brighter as the red and violet nebula rises higher into the sky above.

"Master Thanos… another has found his way to Sanctuary." Red Skull says coolly as he bows his bright red head to the massive throne that hovers several feet above the stony ground.

"Is this not the most glorious of dawns? A dead star rises. A star that I destroyed for you, my dearest love." A deep voice rumbles from the other side of the throne. Doom just hovers from his place listening and watching curiously.

"It is truly a most beautiful sight, Lover." Purrs a woman's voice in reply.

"Not as beautiful as you." Thanos says reverently. The woman sighs and then the throne turns. By the time the figures are in full view… Doom comes face to face with a seated being with pale reddish-violet skin, a large and broad build, dressed in black and dark blue, and covered in golden armor.

The woman upon his large lap is small compared to him. She is lithe yet her curves are sinfully round. Her pale white flesh is mostly exposed as she wears only a long skirt attached to a golden belt. Her long pitch black hair covers her bare upper body hiding it from view. Her hair and flesh seem dull and lifeless though her eyes shine a brilliant green. Doom notices how Thanos' eyes glow blue as they focus down upon the armor wearing dictator.

"Another Asgardian… or something else?" Thanos says with a smile flashing his white teeth as he studies the hovering armored being below him. Doom tilts his chin as he settles in his hovering stance with crossed arms. His sensors indicate Red Skull and Thanos (as well as a few other things crawling around just beyond a fifteen meter radius from Doom himself) or the only living things around… yet this woman in Thanos' lap gives the oddest readings… there is no life about her. There is only a high energy reading from her… as though she were a power source and not a living being at all.

"I am Doom, Leader of Latveria and future Master of Earth." Doom says coolly and with a deep confidence.

"A Human then… and ambitious at that." Thanos says with a sly grin.

"Such words have been spoken before… by a god no less. Could your tongue be just as silvered, just as traitorous?" Red Skull then sneers from his place to Doom's lower left.

"So you sent Loki and that Chitauri invasion force to Earth." Doom states more than asks. Thanos grins ever wider and laughs.

"I did!" Thanos then confirms.

"Why?" Doom asks curious though he feels he has a fairly good answer if all that he has seen so far is any indicator.

"I think you already know why." The woman says from her place curled up on Thanos' lap. Doom's eyes narrow at her lovely face.

"You seek to destroy." Doom says simply.

"Yes." Thanos rumbles out in his deep voice as his eyes narrow upon Doom.

"Well then… good luck with that." Doom says politely and activates his 'plan B' device… a bit of tech he had made by his best and brightest to incorporate Tesseract energy into his Destroyer-styled armor. Suddenly, his armor glows blue between the seams of his metal plates and in a flash he vanishes.

Doom reappears upon Earth hovering over the smoking remnants of his mountain fortress in Latveria. He looks around and his anger seethes and roils within him until it all bursts out…

"NOOOO!" Doom shouts his rage and a blast of his power flares out in a sphere of pulsing electrical energy. The mountain rings with the echo of his fury as the snow further up the mountain comes rushing down in an avalanche. Doom ignores it as it all happens literally beneath him.

"The Avengers WILL pay for the insult given to Doom!" Doom says as the wind whips around him.

* * *

><p>Charles Xavier's eyes snap open and he rises onto his elbows upon his simple bed in his room. It is still early in the evening but the anguish he felt emanating from an angry mind half way around the world wrested him from his sleep. The bald man looks towards his window and contemplates what the future will hold…<p>

Victor Von Doom is angry… understatement of the century, yes, but no less true… Hydra's living weapon, the Winter Soldier, and Loki's scepter are both secured down in the first level sub-basement… and Captain Rogers plans on taking a trip to NYC within the next few days to spend some time with his fellow Avengers. Sam Wilson will accompany him as will Natasha Romanoff. Thor had given his word that he would return Kurt before then… things will be back to normal for the most part, but Charles still can't shake the restless feeling that has settled in his gut.

'_What have we all gotten ourselves into?'_ He ponders to himself as he settles back down. Tomorrow, he and Jean are going to try to contact the Phoenix woman again and let her know about the scepter and Hydra's plans for it… if all goes well, she will come and dispose of it… if not… well, Charles doesn't want to linger too long on that. He knows he can keep the scepter secure for now but not indefinitely. He sighs… having not seen this set of events play out in Logan's mind back in '73.

No, by now the Sentinel Program was in full motion and violent Mutants were the first to feel the heavy hand of the mostly Human government… the day the School was destroyed has come and gone. The fact that it still stands as a safe harbor for struggling gifted youths in this new 'Present' is a miracle that Charles is grateful for everyday… Charles also recalls how the Avengers, more specifically Captain America, spoke out against the Sentinel Program from the first attack in an urban area. Then the Mutant killing robots started targeting Humans with inactive X-genes and that's when it started to spiral out of control for the Governments of the World.

The Avengers fought hard to stop the Sentinels… Avengers Tower was attacked… Hawkeye and Falcon were killed early on… then Iron Man was killed but he managed to take out nearly half of the Sentinel force with him… as well as all of lower Manhattan. New York City was abandoned after that.

Charles recalls how Logan parted ways with his friend, Captain Rogers, in that bleak future. The last of the Avengers… Captain America, Hulk, Thor, and Spider-Man along with Nightcrawler, Archangel, and Beast made a final assault on Master-Mold in a last ditch effort to end the Sentinel Assault once and for all. Sadly, their plan failed. All of them died save for Thor who was beamed back to Asgard as soon the attack turned in the Sentinel's favor when the Hulk was overwhelmed and killed by ripped apart… and Captain Rogers who was captured alive by the Sentinels and taken to their max-security prison which was once Central Park. Once there, Captain America was given a globally televised execution to send a clear message to the Resistance… No one is safe, All **WILL** die.

Hydra had been apart of that dark future as well… and they had done some terrifying things. They had sought to unleash the Phoenix Force trapped in the planet's core then as they intend now… only in the future-that-shall-never-be, Hydra did so to save Humanity. It only served to char much of the surface of the planet before that Asgardian woman named Phoenix came down to stop the raging Firebird… but IT overwhelmed and destroyed her… though she managed to direct the Phoenix Force out into the Cosmos granting ITs freedom while Earth lingered on…

Charles sheds a tear but quickly wipes it away… that dark future will never come to pass and he is willing to do what must be done to prevent such a fate from happening… Anything short of killing that is. Much was changed back in '73 and so the Sentinels never arose to threaten Mutants and Humans… but Hydra HAS arisen… and Charles has willingly taken the steps necessary to prevent the Wrath of the Firebird from rising as well. He'll be damned to let the World burn again.

But for every choice made, every action taken… there are consequences… and things have been altered so much that now new problems are rising. Problems like the reinstating of the Mutant Registration Act which is being rehashed and relabeled the Meta-Human and Enhanced-Vigilante Registration Act. It covers not just Mutants… but it will require everyone else to register as well… like the Avengers, the Fantastic Four, and Spider-Man… to name a few.

In the Media, it is being labeled as the 'Superhero Registration Act' and has been building momentum since the Battle of New York and the rise of Spider-Man following that momentous event. It had staled, thanks in part to a concerted effort by Beast talking openly to Congress and Angel using his family's considerable wealth to lobby politicians behind the scenes… but after recent events with the attacks on S.H.I.E.L.D. Headquarters in DC and Avengers Tower in NYC, the Act is picking up steam once again. It will only be a matter of time before that all comes to a head.

The next major problem, at least for Mutants in America, is the rise of a Human Purist group known as the 'Friends of Humanity' or F.O.H. for short. They are led by a man named Graydon Creed who won a seat in the Senate this last Election cycle… and now the F.O.H. are quickly becoming a political force with new Congressmen and women jumping on the band-wagon every month.

And now Victor Von Doom can be added to the list… for once, Charles is glad that the Brotherhood of Mutants, or rather what's left of them, hasn't made a play yet with all the chaos that has been going on over the last four years. Then again… Erik had been given a large dose of the 'Cure' and left powerless in the wake of Jean's madness and the Brotherhood scattered to the four winds… some were captured, the fate of others left unknown. Charles knows that the 'de-powering' serum isn't permanent… Poor Rogue's absorbing power returned after less than a month… she nearly killed Bobby when it came back and they have been distant since then.

'_Things may be taking a turn towards the bleak… but at least this time there is hope for a better tomorrow.'_ Charles thinks as he sighs and closes his eyes. After all… Tomorrow is a brand new day.


End file.
